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10 Int'l. In-House Counsel J. 1 (2016-2017)

handle is hein.journals/iihcj10 and id is 1 raw text is: International In-house Counsel Journal Vol. 10, No. 37, Autumn 2016, 1 Next-Level Compliance: What Every Board Member Should Know FABIANA LACERCA-ALLEN President, Ethiprax, USA Introduction This article is geared towards members of Boards of Directors, C-level company leadership, and compliance professionals who recognize the need to continually improve compliance. Why is it important to drive compliance performance to the next level? It is vital, because status quo performance in a rapidly evolving global environment earns a failing mark. If your company is not adapting, if it does not have ethical leaders in the right places setting the right ethical tone at the top, the compliance program is not as robust as it should be and the company is likely carrying more compliance-related risk than it should. Compliance is important because it keeps an organization aligned with its ethical values and ensures adherence to applicable laws and regulations. Effective compliance supports business success by managing a range of risks that could adversely impact the reputation, assets, employees and shareholders of the organization, should violations occur. Most large global companies and certainly all large US publicly traded companies have compliance programs. The strongest compliance programs will have all seven of the elements of an effective compliance program as described by the US Department of Justice, Office of the Inspector General (OIG). Even for companies that have implemented and maintain OIG conformal compliance programs, driving next-level compliance performance entails regularly asking the questions: * Do we have the right people in the right places? * What are the leadership characteristics of today's effective chief compliance officer? * What is our ethical tone at the top, and does it support the values for which we want to be known among our customers, employees, investors and other stakeholders (e.g., regulators)? In making the case for driving next-level compliance we will discuss the following aspects that Board Directors should understand: the Global Effects of US Enforcement Actions, the Seven Elements of an Effective Compliance Program, and the Importance of Appropriate Leadership. Global Effects of US Enforcement Actions Many companies outside of the US have settled disputes initiated in the US as a result of alleged compliance violations either in US territory, or outside of the US. The US has consistently applied ample jurisdiction doctrine to cases involving alleged fraud, corruption, money laundering, and trafficking, among others. One recent example is the ongoing investigation against the Federation Internationale de Football Association (FIFA, the world soccer organization) where US federal prosecutors brought charges of corruption by FIFA officials and some of its associates. Fourteen people from several different nationalities, and residing mostly outside of the USA, were indicted in ISSN 1754-0607 print/ISSN 1754-0607 online International In-house Counsel Journal